To,
The Shareholders
The Board of Directors hereby presents its 39th Director?s Report
on business and operations of the Company, along with Standalone Audited Financial
Statements for the Financial Year ended on 31st March, 2024.
1. BACKGROUND
The Company is a Non Deposit Accepting Non-Banking Finance Company
("NBFC"), holding a Certificate of Registration (14.01006) from the
Reserve Bank of India ("RBI").
2. STATE OF COMPANY?S AFFAIR
With the expected positive momentum in the Indian economy, the Company
is focused on growth and achieving profitability along with a renewed commitment to
enhance quality and customer service and to reduce costs. Innovations, investment and
positive modifications are expected in the near future, boosting the Company's revenues.
Together with forward looking strategy, the Company is also focusing extensively on
expanding the business and operational improvements through various strategic projects for
operational excellence and cost cutting initiatives.
3. FINANCIAL RESULTS
The Financial performance of the Company for the financial year ended
31st March, 2024 is summarized below: -
| Particulars |
For the year Ended |
|
31st March 2024 |
31st March 2023 |
| Total Revenue (I) |
263.22 |
1412.52 |
| Total Expenses (II) |
518.81 |
1480.90 |
| Profit Before Exceptional, Tax & Extraordinary Item |
(255.59) |
(68.38) |
| Tax Expenses: |
|
|
| Current Tax |
0 |
0 |
| Deferred Tax Liability(Net) |
- |
- |
| Income Tax Earlier Year |
0.00187 |
(23.52) |
| MAT Credit Entitlement |
0 |
0 |
| Profit After Tax |
(255.59) |
(91.90) |
| Earnings Per Share (EPS) |
0.22 |
0.08 |
4. OPERATIONAL PERFORMANCE
During the period, the company earned total revenue of Rs. 263221.61/-
for the year ended 31st March, 2024 in comparison of Rs. 1412523.53/- for the year ended
31st March, 2023. The Company recorded a loss of Rs. 25558857 /- during the year ended
31st March, 2024 against a loss of Rs. 9190031/- in previous year ended 31st March, 2023.
5. DIVIDEND
The Company is planning to expand and thereby would need funds to
invest in future projects. Therefore, the Company does not recommend any dividend but the
directors are hopeful for better results in enduing future.
6. RESERVES AND SURPLUS
As at the end of the reporting period, in its Reserve and Surplus the
Company has a deficit of Rs. 11909741/-, Statutory Reserve of Rs. 2,30,29,721/- and
General Reserve of Rs. 4,11,218/-.
During the period under review the Company has a loss of Rs. 25558857/-
in the current Financial Year and hence the Company has not transferred any amount in
Statutory Reserve as required under Section 45-IC of RBI Act, 1934 as the company has loss
in the current year. The Company has also created a provision of Rs. 2,50,100/- @ 0.25% of
Standard Assets.
7. SHARE CAPITAL
During the period under review, the Company Has Authorized Share
Capital of Rs. 12,00,00,000 (12,00,00,000 shares of Re. 1/- each) and Paid-up Share
Capital of Rs. 11,66,00,000 (11,66,00,000 shares of Re. 1/- each).
8. LISTING OF SECURITIES
The Shares of the Company is listed on BSE Limited and Metropolitan
Stock Exchange of India Limited.
The Annual listing fees for the Financial Year 2023-24 have been paid
to the Stock Exchanges.
9. DETAILS OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE
COMPANIES
The Company does not have any subsidiaries, associates and joint
venture companies. Hence, the disclosure of particulars with respect to information
related to performance and financial position of the Subsidiaries, joint ventures or
associate Companies subject to rule 8(1) and 8(5)(iv) of Companies (Accounts) Rules, 2014
is not applicable.
10. BRANCHES OF THE COMPANY
During the period under review, the Company doesn?t have any
branch office.
11. DEPOSITS FROM PUBLIC
The Company has neither invited nor accepted any deposits from the
public and as such, no amount on account of principal or interest on deposits from the
public was payable or outstanding as on 31st March, 2024. The Company has neither accepted
nor renewed any deposits falling under Chapter V of Companies Act, 2013.
12. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES U/S
188(1)
The particulars of every contract or arrangements entered into by the
Company, if any, with related parties referred to in sub-section (1) of section 188 of the
Companies Act, 2013 including certain arm?s length transactions under third proviso
thereto are disclosed in Form AOC -2 as Annexure I.
13. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) APPOINTED /
RESIGNED
DURING THE YEAR
During the period under review the Board of Directors of the Company
was duly constituted.
None of the Directors of the Company are disqualified under the
provisions of the Companies Act, 2013.
LIST OF DIRECTORS AS ON 31ST MARCH, 2024:
| S. No. Name |
Designation |
| 1. Mr. Mahendra Kumar Sharda |
Managing Director |
| 2. Mr. Umesh Kumar Bajaj |
Non-Executive & Independent Director |
| 3. Mr. Jeevan Singh Rana |
Non-Executive & Independent Director |
| 4. Ms. Sangita |
Non- Executive Director |
LIST OF KEY MANAGERIAL PERSONNEL (KMP) AS ON 31ST MARCH, 2024:
| S. No. Name |
Designation |
| 1. Mr. Mahendra Kumar Sharda |
Managing Director |
| 2. Mr. Kishore Kargeti |
Chief Financial Officer |
| 3. Mr. Shyam Lal |
Company Secretary & Compliance Officer |
14. MEETINGS HELD DURING THE F.Y. 2023-2024
The Agenda and Notice of the Meetings were circulated well in advance
to the respective Directors. During the year under review, 7 (Seven) Board Meetings, 5
(Five) Audit Committee Meetings, 1 (One) Nomination
& Remuneration Committee Meetings, 1 (One) Shareholder?s
Grievance Committee Meeting, 1 (One)
Internal Complaints Committee Meeting, 1 (One) Risk Management
Committee Meeting and 1 (One) Independent Directors Meeting were convened and held. The
intervening gap between the Meetings was within the period prescribed under the Companies
Act, 2013 i.e. the maximum interval between any two Board meetings did not exceed 120
days.
No. of Meetings Attended by Directors during the Year ended 31st March,
2024
| Name of Director(s) |
Board Meeting |
Audit Committee |
Nomination & Remuneration Committee |
Shareholder? s Grievance Committee |
Independent Directors? Meeting |
Internal Complaints Committee |
Risk Management Committee |
| Mr. Mahendra Kumar Sharda |
7 |
N.A. |
N.A. |
1 |
N.A. |
N.A. |
1 |
| Mr. Jeevan Singh Rana |
7 |
5 |
1 |
1 |
1 |
1 |
1 |
| Mr. Umesh Kumar Bajaj |
7 |
5 |
1 |
1 |
1 |
1 |
N.A. |
| Ms. Sangita |
7 |
5 |
1 |
N.A. |
N.A. |
1 |
1 |
15. COMPOSITION OF COMMITTEES OF THE BOARD AS ON 31ST MARCH 2024:
a) AUDIT COMMITTEE:
In compliance with the provisions of Section 177 of the Companies Act,
2013, the primary objective of the audit committee is to monitor and provide an effective
supervision of the Management?s financial reporting process, to ensure accurate and
timely disclosures, with the highest levels of transparency, integrity and quality of
financial reporting.
The composition of Audit Committee of the Company is as follows:
| 1. Mr. Jeevan Singh Rana |
Chairman |
Non- Executive & Independent Director |
| 2. Ms. Sangita |
Member |
Non- Executive Director |
| 3. Mr. Umesh Kumar Bajaj |
Member |
Non- Executive & Independent Director |
The Board has accepted all the recommendations proposed by the audit
committee during the Financial Year.
b) NOMINATION AND REMUNERATION COMMITTEE:
In compliance with provisions of 178(1) of the Companies Act, 2013, the
purpose of the committee is to screen and review individuals qualified to serve as
executive directors, non-executive directors and independent directors and to review their
remuneration, consistent with criteria approved by the Board, and to recommend, for
approval by the Board of the Board.
The composition of Nomination and Remuneration Committee of the Company
is as follows:
| S. No. Name of Member |
Designation |
Category |
| 1. Mr. Umesh Kumar Bajaj |
Chairman |
Non- Executive & Independent Director |
| 2. Mr. Jeevan Singh Rana |
Member |
Non- Executive & Independent Director |
| 3. Ms. Sangita |
Member |
Non- Executive Director |
c) SHAREHOLDERS GRIEVANCE COMMITTEE:
In compliance with provisions of 178(5) of the Companies Act, 2013, the
purpose of the committee is to assist the Board and the Company in maintaining healthy
relationships with all stakeholders.
The composition of Shareholder?s Grievance Committee of the
Company is as follows:
| S. No. Name of Member |
Designation |
Category |
| 1. Mr. Umesh Kumar Bajaj |
Chairman |
Non- Executive & Independent Director |
| 2. Mr. Mahendra Kumar Sharda |
Member |
Managing Director |
| 3. Mr. Jeevan Singh Rana |
Member |
Non -Executive Independent Director |
d) INTERNAL COMPLAINTS COMMITTEE :
The Board of Directors has constituted Internal Complaints Committee
pursuant to Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 for the purpose of adhering the Complaints of employees regarding
Sexual Harassment.
The composition of Internal Complaints Committee of the Company is as
follows:
| S. No. Name of Member |
Designation |
Category |
| 1. Ms. Sangita |
Chairman |
Non- Executive Director |
| 2. Mr. Umesh Kumar Bajaj |
Member |
Non- Executive & Independent Director |
| 3. Mr. Jeevan Singh Rana |
Member |
Non Executive & Independent Director |
e) RISK MANAGEMENT COMMITTEE:
The Board of Directors has constituted Risk Management Committee
pursuant to RBI Circular DOR.CRE.REC. No.60/03.10.001/2021-22 dated October 22,
2021.
The composition of Risk Management Committee of the Company is as
follows:
| S. No. Name of Member |
Designation |
Category |
| 1. Mr. Mahendra Kumar Sharda |
Chairman |
Managing Director |
| 2. Ms. Sangita |
Member |
Non- Executive Director |
| 3. Mr. Umesh Kumar Bajaj |
Member |
Non- Executive & Independent Director |
16. DECLARATION BY INDEPENDENT DIRECTOR
The Independent Directors have submitted their declarations of
independence, as required pursuant to provisions of section 149(7) of the Companies Act,
2013, stating that they meet the criteria of independence as provided in Section 149(6) of
the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
17. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTOR
In terms of Regulation 25(7) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulation, 2015, the Company familiarizes the Directors about
their role and responsibility at the time of their appointment through a formal letter of
appointment. All new independent directors inducted into the Board attend an orientation
program. Presentations are regularly made at the meetings of the Board and its various
Committees on the relevant subjects. The details of programs for familiarization of
Independent
Directors can be accessed on the Company?s website.
18. DIRECTORS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the
information and explanations obtained by them, your Directors make the following
statements in terms of Section 134(3) (c) of the Companies Act, 2013, the Directors hereby
confirm that:
1.) In the preparation of annual financial statements for the Financial
Year ended 31st March, 2024 the applicable accounting standards have been followed along
with proper explanation relating to material departures, if any;
2.) The Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the Companies as at 31st March,
2024 and of the profit/loss of the Company for the period ended on that date;
3.) The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of the
Companies act, 2013 for safeguarding the assets of the company and for preventing and
detecting fraud and other irregularities;
4.) The Directors have prepared the annual financial statements on a
going concern basis;
5.) The Directors have laid down proper internal financial controls to
be followed by the company and such internal financial control were adequate and were
operating effectively; and
6.) The Directors had devised proper system to ensure compliance with
the provisions of all applicable laws and such systems are adequate and operating
effectively.
19. AUDITOR & AUDITORS? REPORT;
a. Statutory Auditors and Audit Report
Pursuant to Section 139 of the Companies Act, 2013 and the Companies
(Audit and Auditors) Rules, 2014, M/s Krishan Rakesh & Co., Chartered Accountants,
(Firm Registration No 009088N) Statutory Auditors of the Company had been appointed by the
members at the Annual General Meeting to hold office for a period of 5 years from the date
of such meeting held on December 30, 2020.
The Audit Report submitted by Statutory Auditor on Annual Standalone
Financial Statement for the Financial Year 2023-24 does not contain any qualification,
reservation or adverse remark or disclaimer. The notes to the accounts referred to in the
Auditors? Report are self-explanatory and, therefore, do not call for any further
comments. The Auditors have also not reported any matter under Section 143(12) of the
Companies Act, 2013.
b. Secretarial Auditor & Secretarial Audit Report
In terms of Section 204 of the Companies Act, 2013, the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and on the
recommendation of the Audit Committee, the Board of Directors of the Company has appointed
M/s. GA & Associates, Company Secretaries as Secretarial Auditor of the Company for
the financial year 2023-24. Secretarial audit report as provided by M/s. Grover Ahuja
& Associates, Company Secretaries is also annexed to this Report, in the prescribed
Form MR-3, as
"Annexure-II".
c. Disclosure about Cost Audit
As per the Cost Audit Orders, Cost Audit is not applicable to the
Company's for the FY 2023-24.
d. Internal Auditors
Pursuant to the provisions of Section 138 of the Companies Act, 2013
and the Companies (Accounts) Rules, 2014, the Company has appointed M/s Ghanshyam Gupta
& Co., Chartered Accountant, as an Internal Auditor of the Company to conduct the
internal audit of the Company for the financial year 2024-25.
20. CORPORATE GOVERNANCE REPORT
As per Regulation 15 of the SEBI (Listing Regulations and Disclosure
Obligations Requirements) Regulations, 2015, the Compliance with the corporate governance
provisions as specified in Regulations 17, 17A, 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26,
27 and clauses (b) to (i) and (t) of sub-regulation (2) of Regulation
46 and para C, D and E of Schedule V shall not be mandatory, for the
time being, in respect of the following class of companies: A. The listed entity having
Paid up Equity Share Capital not exceeding Rs.10 Crore and Net Worth not exceeding Rs.25
Crore, as on the last day of the previous financial year; B. The Listed Entity which has
listed its specified securities on the SME Exchange.
Since the Company?s paid-up share capital exceeded the prescribed
threshold limits therefore, Regulations 17, 17A, 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26,
27 and clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and para C, D and
E of Schedule V are applicable on the Company.
The Corporate Governance Report of the company has been annexed as "Annexure-
III".
21. BOARD EVALUATION
SEBI (Listing Obligations and Disclosure Requirement) Regulation, 2015
mandates that the Board shall monitor and review the Board evaluation framework. The
framework includes the evaluation of Director on various parameters such as:
A. Board dynamics and relationship
B. Information flows
C. Decision-making
D. Relationship with stakeholders
E. Company performance and strategy
F. Tracking Board and committee?s effectiveness G. Peer evaluation
Pursuant to the provisions of the Companies Act, 2013, the Board has
carried out an annual performance evaluation of its own performance, the Directors
individually as well as the evaluation of the working of its Audit Committee, Nomination
& Remuneration Committee, Shareholders Grievance Committee and Internal Complaints
Committee. In respect of the above-mentioned Evaluation framework, a structured
questionnaire was prepared after taking into consideration the various aspects of the
Board & its Committees, execution and performance of specific roles, duties,
obligations and governance. The performance evaluation of Committees, Executive Directors,
Non- Executive Directors and Independent Directors was completed. The Performance
evaluation of the Chairman, Non-Executive Directors & Board as a whole was carried out
by the Independent Directors. The Board of Directors expressed their satisfaction with the
evaluation process carried out and their own performance evaluation, also known as
"Self-
Assessment".
22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
OF THE COMPANIES ACT, 2013.
Your Company is exempt from the provisions of Section 186 of the
Companies Act, 2013.
23. ANNUAL RETURN
The Annual Return in Form MGT-7 of the Company for the Financial Year
2023-24 will be uploaded on the website of the Company and the same can be accessed by
clicking on following link: https://www.bclenterprisesltd.in/annual-returns.
24. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There were no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and Company?s operations in
future.
While filing the INC-28 form for the CIRP admission application of KLM
Holdings Private Limited by the financial creditor (BCL Enterprises Limited) under Section
7 of the Insolvency & Bankruptcy Code 2016, there was an inadvertent error in entering
the Company Identification Number (CIN). Consequently, the status of the company was
mistakenly updated to "Under CIRP." The Company is working to correct this error
and restore the company's status to "Active," as no CIRP order has been issued
against the company.
25. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
OF THE COMPANY
There have been no material changes and commitments affecting the
financial position of the company, which have occurred between the end of the financial
year of the Company to which the financial statements relate and till the date of this
annual report.
26. CHANGE IN THE NATURE OF BUSINESS
There has been no change in the nature of business during the financial
year under review.
27. SECRETARIAL STANDARDS OF ICSI
Your Company is in compliance with all the applicable Secretarial
Standards as specified by the Institute of Company Secretaries of India.
28. PARTICULARS OF EMPLOYEES
The information as per Section 197 read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is as under:
(i). The ratio of remuneration of each director to the median
remuneration of the employees of the employees of the Company for the financial year
2023-24:
| S. No. Directors |
Ratio to median remuneration |
| 1 Mr. Mahendra Kumar Sharda |
NIL |
| 2 Mr. Umesh Kumar |
NIL |
| 3 Mr. Jeevan Singh Rana |
NIL |
| 4 Ms. Sangita |
NIL |
(ii). There has been a 6.74% increase in the remuneration of
Chief Financial Officer in the Financial Year 2023-24.
(iii). There has been no change in the median remuneration of employees
in the Financial Year 2023-2024.
(iv). The total number of permanent employees on the rolls of the
Company during the Financial Year 2023-24 : 05 .
(v). There has been an 11.37 % increase in the average salaries
of employees. The same cannot be compared with the percentile increase in the managerial
remuneration since no remuneration is being paid to managerial personnel. The total
remuneration paid to employees for the Financial Year 2023-24 is Rs. 21,89,000 /- as
compared to Rs. 19,40,000/- in the Financial Year 2022-23.
(vi). The Company affirms that remuneration given is as per the
remuneration policy of the Company.
The information as per Section 197 read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached herewith as
Annexure IV.
However, as per the provisions of Section 136 of the Act, the Report
and Accounts are being sent to all the members excluding the information on particulars of
employees which is available for inspection by the members at the Registered Office of the
Company during business hours on working days of the Company up to the date of the ensuing
Annual General Meeting.
29. DISCLOSURE UNDER RULE 5 (2) & (3) OF THE COMPANIES (APPOINTMENT
AND REMUNERATION) RULES, 2014
No Directors/employees of the Company was in receipt of amount
exceeding a salary of Rs. 8,50,000/- per month or more when employed for a part of the
financial year and Rs. 1,02,00,000/- per annum or more when employed for whole of the
year, under the provision of Rule 5 (2) & (3) of the Companies (Appointment And
Remuneration) Rules, 2014, as amended from time to time.
30. HUMAN RESOURCES
The Company recognizes people as its most valuable asset and it has
built an open, transparent and meritocratic culture to nature this asset. The company has
kept a sharp focus on Employee Engagement.
The Company?s Human Resources is commensurate with the size,
nature and operation of the Company. It looks at the employee?s entire life cycle, to
ensure timely interventions and help build a long-lasting and fruitful career.
31. CORPORATE POLICY
We seek to promote and follow the highest level of ethical standards in
our business transactions. The SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 mandated the formulation of certain policies for all listed companies.
All the policies are available on the website of the Company viz.
http://www.bclenterprisesltd.in/ The Policies are reviewed periodically by the Board and
updated on the basis of need and new Compliance.
The Key Policies are as follows:
| Name of the Policy |
Brief Description |
| Vigil Mechanism/Whistle Blower Policy |
This policy has been established with a view to provide a
tool to Directors and Employees of the Company to report to Management genuine concerns
including unethical behavior, actual or suspected fraud or violation of the code or the
policy. The Policy also provides for adequate safeguards against victimization of
Director(s)/Employee(s) who avail of the mechanism and also provides for direct access to
the chairman of the Audit Committee in exceptional cases. |
| Remuneration Policy |
The Board has on the recommendation of the Nomination and
Remuneration Committee framed and adopted a policy for selection and appointment of
Directors, Key Managerial Personnel, Senior Management and their remuneration. |
| Policy for determining materiality of event or Information |
The Objective of this policy is to outline the guidelines to
be followed by the Company for consistent, transparent and timely public disclosures of
material information events/information and to ensure that such information is adequately
disseminated to the stock Exchange(s) where the securities of the Company are listed in
pursuance with the Regulations and to provide an overall governance framework for such
determination of materiality. |
| Policy of Preservation of Records |
This policy sets the Standards for classifying, managing and
storing the records of the Company. The Purpose of this policy is to establish framework
for effective records Management and the process for Subsequent archival of such records. |
| KYC and AML Policies |
This policy is made to prevent criminal elements from using
Company for money laundering activities and to enable the Company to know/ understand its
customers and their financial dealings better which, in turn, would help the Company to
manage risks prudently. |
| Terms And Conditions for Appointment of Independent
Director |
This has prescribed the code of conduct terms and conditions
of appointment of the Independent Directors, which are subject to the extant provisions of
the applicable laws, including the Companies Act, 2013 ("2013 Act")and Clause 49
of the Listing Agreement (as amended from time to time). |
| Fair Practice Code |
This Code prescribes the guidelines to cover the general
principles on adequate disclosures on the terms and conditions of a loan and adopting a
non-coercive recovery method. |
| Policy For Determining Material Subsidiaries |
The Board has adopted a policy for determining material
subsidiaries. |
| Insider Trading Prohibition Code Pursuant To SEBI(PIT)
Regulations, 2015 |
This Code has been formulated to regulate, monitor and report
trading by the Designated Persons to comply with the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time.
The Code is prescribed to ensure that the Designated Persons do not trade in the
Securities of the Company when in possession of UPSI, and to prevent any speculative
dealings, knowingly or unknowingly, by the Designated Persons. The Policy was amended in
line with SEBI (Prohibition of Insider Trading) (Amendment) Regulations 2018,
incorporating "legitimate purpose" in connection with sharing of UPSI. |
| Policy On Related Party Transaction(S) |
In compliance with the Listing Regulations, the Company has
the policy for transactions with Related Parties (RPT Policy). During the year, the
Company has revised its Policy on dealing with Materiality of Related Party Transactions,
in accordance with the amendments to the applicable provisions of the Listing Regulations.
The RPT Policy is available on the Company website. |
| Policy On Familiarization of Independent Directors |
This policy has been formulated to familiarize the
independent directors with the Company, the functions of the Company and specify their
roles, rights, responsibilities in the Company, nature of the industry in which the
Company operates, business model of the Company, etc., through various Programs. |
| Policy on orderly succession for appointments to
the Board and Senior Management |
In Compliance with the provisions of Regulation 17(4) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, this policy has
been formulated to ensure the orderly identification and selection of new Directors or
Senior Management in the event of any vacancy, whether such vacancy exists by reason of an
anticipated retirement, an unanticipated departure, the expansion of the size of the
Company, or otherwise. |
32. REPORT UNDER THE PREVENTION OF SEXUAL HARASSMENT ACT, 2013
The Board confirms that no complaints/ cases has been filed / pending
with the Company under the Prevention of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 during the Financial Year 2023-24.
Further an Internal Complaints Committee has been set up to redress complaints, if any,
received regarding sexual harassment. All employees (permanent, contractual temporary,
trainees) are covered under this policy.
33. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The disclosure as per Rule 9 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 was applicable as the Company was covered under the
criteria mentioned in Section 135(1) of the Companies Act, 2013. The CSR Report of the
company has been attached as "Annexure-V".
34. EMPLOYEE STOCK OPTIONS DETAILS
During the year under review, the Company has no Employee?s Stock
Options schemes.
35. MANAGEMENT DISCUSSIONS AND ANALYSIS
The Management Discussion and Analysis forms part of this Annual Report
for the year ended 31st March 2024 and is annexed as "Annexure- VI" of
this Annual Report for the reference of the stakeholders.
36. INTERNAL AUDIT & CONTROL
The Company?s internal control system is designed to ensure
operational efficiency, protection and conservation of resources, accuracy and promptness
in financial reporting and compliance with laws and regulations. The internal control
system is supported by an internal audit process for reviewing the adequacy and efficacy
of the Company?s internal controls, including its systems and processes and
compliance with regulations and procedures.
37. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
In view of the nature of the activities carried out by the Company,
Section 134(3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014
relating to conservation of energy and technology absorption, are not applicable to the
Company. During the year under review, the Company had no earnings and expenditure in
foreign exchange.
38. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY
AND BANKRUPTCY CODE 2016
During the year under review, there were no applications made or
proceedings pending in the name of the Company under Insolvency and Bankruptcy Code, 2016.
39. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME
SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS
During the year under review, there has been no one-time settlement of
loans taken from banks and Financial Institutions.
40. ACKNOWLEDGEMENT AND APPRECIATION
Yours Directors would like to express their grateful appreciation for
assistance and cooperation received from the Banks, Government Authorities, Customers,
Vendors and Members during the year under review. Your Directors also wish to place on
record their deep sense of appreciation for the committed services of the Executives,
staff and workers of the Company at all levels.
